Lay Down
by VR Trakowski
Summary: The ultimate sacrifice.
1. Chapter 1

**Most of the characters and situations in this story belong to Marvel Comics, Fairview Entertainment, Dark Blades Films, and other entities, and I do not have permission to borrow them. No infringement is intended in any way, and this story is not for profit. All others belong to me or to Cincoflex, and if you want to borrow them, you have to ask us first. Any errors are mine, all mine, no you can't have any.**

**The opinions expressed by characters in this story may or may not be those of the author. WARNING: CHARACTER DEATH (sort of)**

**This is more a partial story than anything else-there's more plot in my head, but at the moment it seems unlikely that I'll get it written down. It would have been seriously AU anyway. **

**Dr. Sean Granger belongs to Cincoflex, who graciously gave permission for me to use him here; the Dusenberg was her idea too. **

**xxxxxxxxxxxxxxxxxxxx**

He'd never programmed Jarvis to fall in love.

Well, in fact Tony had never specifically programmed Jarvis to do a lot of things, but he _had_ programmed the ability to adapt, and that covered a lot of ground. If he'd been asked, Tony would have said that emotions were the product of chemicals, and that Jarvis' expressions thereof were merely his mimic routines coming into play. But no one did ask, and Tony had other things to think about.

In the end, though, he had to conclude that emotions could be found among electrons as well, because there was really no other explanation.

And by then, there was nothing he could do but be grateful.

**xxxxx**

The risk had always existed, but none of them had expected a blow to the heart, as it were. Whoever sent the bomb had really put some thought into design, because it slid in under Jarvis' radar, rolling down the ramp into the garage on wheels cannibalized from a skateboard, of all things. In the aftermath the house video showed that it had been guided up from the sea by remote control, flying just inches above the ground before discarding its wings and slipping inside.

That was bad enough. What was infinitely worse was it was Pepper who found it.

It had been such an ordinary afternoon. Tony was working on plans to adapt arc reactor tech for spaceflight, and Pepper was dressed Saturday-casual, chatting with him over her shoulder as she walked barefoot towards the Dusenberg. They'd taken it out the evening before, and she'd lost an earring and was hoping to find it in the car. And between one breath and the next, everything exploded.

Heat and light and impossible noise, and Tony struggled to hold onto consciousness, feeling his back slam into a shelf and objects rain down around him. The roar was huge, with bits of metal and glass flying through the air and a ball of flame rising from what had been a magnificent old car.

The fire-suppression systems cut in, the robots scurrying out to shroud the flames in icy fog. Jarvis was saying something, but Tony couldn't make it out over the ringing in his ears, and he wasn't paying attention anyway. _**Pepper!**_

It took two tries to get to his feet, and he was so dizzy he could barely stay on them. His back was screaming at him and there was blood dripping into his eyes and down his arms, but Tony barely noticed - all that mattered was getting to that roiling mist and finding his wife.

Tony staggered forward through the debris. The fog was starting to disperse, and he squinted, ignoring the mangled wreck of the car and focusing instead on the body lying several yards away. Blood was already starting to trickle across the now-scorched floor, and Tony fell hard to his knees, reaching for that near-unrecognizable form.

The explosion had caught her too near. Half Pepper's hair was scorched away, and her clothing was in tatters, blood soaking into the torn fabric. Her right arm was clearly broken and her face was a mass of blood. Tony shuddered at the burn along the right side of her head, and pressed his fingers to her throat. "Pepper - " he croaked. "Pepper, come on, please - "

Her pulse was there to be found, but it was weak and irregular, and her eyes didn't open. Tony bent lower; she was breathing, wheezing really, the sound painful. "_Pepper._"

His mind was a scream of denial. This was bad, it was _really_ bad, he'd seen people in this condition _die,_ and it was _Pepper,_ how could it be _Pepper_, it was supposed to be _him_ -

"Tony." Jarvis' voice cut into his panic. "Tony, listen to me. You must use the backboard to lift her."

He blinked and swiped at his eyes, blood smearing across the back of his hand, and looked up. Dummy stood nearby, next to the long spine board from the first aid supplies; the robot had clearly just lowered it to the ground.

Training cut in, barely leashing the fear. Tony slid Pepper carefully onto the board, and Dummy padded and strapped her with inhuman speed before lifting the board and carrying his passenger over to one of the worktables. Tony struggled to his feet and staggered ahead, sweeping the table clear of whatever was on it to make space for the board.

Jarvis' scanners hummed quickly over her motionless body. Tony wiped the blood from his face with the hem of his shirt and watched. "Gotta call an ambulance," he mumbled, still dizzy.

"No." Jarvis' voice was somber. "She will not survive that long."

Stinging nausea rose in Tony's throat, and he barely managed to force it back down. "But - she can't - "

"Regrettably, she can," Jarvis said. Dummy rolled away. "She has massive internal injuries from the blast; the bleeding is uncontrollable."

"_No."_ He took two steps forward and touched her ruined face, ignoring the blood that slicked his fingers. "Pepper, _no._ You can't...you can't..."

"_Tony._" The AI's sharp tone made him blink. "There is a chance for survival. Time is limited. I require your assistance."

His mind seemed to slip into some terrified numbness. "What do you need?" Tony managed.

Jarvis' requests didn't make much sense, but Tony was too frightened and dazed to question. On the AI's orders, he went to the main power board and shut down the entire house, leaving only emergency power and shunting the rest to Jarvis' supply. Then he pulled every extra server he had out of storage, wiring them in as quickly as he could manage with blurring vision and shaking hands. He was aware of the robots moving around Pepper's motionless body, but couldn't spare the attention to see what they were doing.

When the last server was in place, Tony pushed himself to his feet and made his way back towards the table. "Jarvis, what's happening?" His voice was hoarse, almost unrecognizable, and he finally realized that the irritating tickle on his cheeks was tears.

"Desperate measures," the AI replied. Butterfingers was working on something that surrounded Pepper's head; Tony squinted at the halo of wires, but couldn't quite make out what it was.

He stepped forward, and staggered. A hard metal arm supported him, and Tony looked down to see Dummy by his side, holding him on his feet. "Explain," he whispered.

For the first time ever, Jarvis ignored a direct order. "Transfer will begin in sixty seconds." His voice was going flat and mechanical, as if he had no processing power to spare to maintain it. "Processing time is unknown. Please do not attempt restart." Another pause. "I have summoned Colonel Rhodes."

"What?" Tony started forward, but Dummy's grip held him in place. "What are you - "

A wild beeping began. "Correction: transfer begins _now,_" Jarvis said, and what was left of the lights went out.

The glow of Tony's implant gave just enough light for him to see a couple of feet ahead. He wrenched his arm free of Dummy's hold, took two steps toward the table, and slipped on the debris underfoot. The impact took away the pain along with his consciousness.

**x**

Tony didn't remember much about the next hours. Every time he woke, he hurt, and someone would give him more drugs. He cursed them in a slurring voice, and tried to sit up, because the pounding in his pulse was _Pepper_ and he had to get back to her, but he never managed to fight them long enough to see straight, let alone get out of bed.

But eventually he woke to a clear head. Tony didn't move at first, merely holding still without opening his eyes, trying to tell if someone was poised to put him out again. But the hospital room was quiet.

He opened his eyes, blinking rapidly to clear them, and wondered if his clothes were nearby or if he was going to have to make a run for it in whatever skimpy gown the hospital had provided. But almost the first thing he saw was Rhodey, slumped in a chair next to the bed.

Tony swallowed against a dry throat and sat up, feeling muscle and bone protest the move. The rustle of the sheet made Rhodey open his eyes, and Tony froze at the sight, because they were bloodshot and bleak.

"Tony..." Rhodey's voice was low and hoarse, and Tony turned his head away.

"Clothes," he said flatly.

"Not 'til the doc checks you out," Rhodey said, equally flatly. "Tony, what the hell _happened?_"

"You tell me. You found me, didn't you?" Tony heaved himself out of the bed, the floor a cold shock to his bare feet. The room was small, but private. There was a bandage on the back of his hand, but whatever IV had been pumping into him was gone. "_Clothes,_ Rhodey, or I'm taking yours."

"You couldn't take me with a rocket launcher right now," Rhodey muttered, and bent to yank a duffle bag out from under the bed and toss it on the mattress. "Jarvis called me, said a bomb went off at your place. When I got there the house was dark and Happy had to open the gate by _hand_, no power."

He rubbed a hand over a face grooved with weariness and sorrow. "Couldn't get in the front, so we went around to the garage. The door was down, and you were lying in front of it looking like...well, worse than Afghanistan, man."

Tony stopped rooting through the bag and looked up. "Pepper?" he asked through stiff lips.

Rhodey flinched, opened his mouth, closed it. "You were the only one there, except for Dummy," he said finally. "We had to assume she was...inside."

Tony could follow the unspoken chain of logic. If Dummy, or Dummy under Jarvis' direction, had brought Tony out but not Pepper, then Pepper was beyond help. And once the house was in lockdown mode, there was no access without the proper codes.

"Did you try your passcode?" Tony pulled underwear out of the bag and stripped off the hospital gown without a trace of shyness.

"Of course I tried. _Happy_ tried. We about broke the manual release on the garage door. Hell, we even tried heaving rocks at the windows. We couldn't get so much as a peep out of Jarvis, and Dummy was blue-screened."

And they hadn't gotten in, that was clear. Tony dressed as quickly as his injuries would allow - he counted at least three sets of stitches along with the bruising, and figured in a cracked rib or two. They made bending hell, but he was used to pain, and anyway there were more important things.

_There is a chance for survival. _

Rhodey sighed. "If you're gonna be this stupid, at least wash your face while I get the doc. You look like shit." He leaned forward and thumbed the call button.

Tony had no intention of waiting for the doctor, but walking out would probably be easier if he cleaned up a little first. He limped towards the bathroom.

Rhodey's voice halted him on the threshold, wavering and small. "She was in there, wasn't she?"

Tony didn't look around, couldn't look around. But he managed a nod.

The exhalation behind him was full of misery. "I'm sorry, man."

Tony closed the door behind him and leaned on the sink for a long, aching moment. Jarvis' voice in his head was, he thought with a curious dryness, the only thing keeping him from screaming. Or finding the nearest liquor store and drinking himself stone blind.

The face that looked at him from the mirror when he straightened was pretty bad, he had to admit. One eye was swollen though he didn't remember it getting hit, there were two butterfly bandages on his forehead and one on his cheek, and the blood and grit had only been mopped at. He looked strung out and twitchy.

Tony wet a paper towel and cleaned off as much of the gunge as he could, then scrubbed the dried blood from under his fingernails, trying without success to forget that some of it was Pepper's. He had small cuts and scrapes all along his arms and neck, no doubt legacy of the explosion's debris, but most of them were beginning to scab over. He ignored them.

When he came back out, Rhodey was arguing low-voiced with Tony's own private doctor, Sean Granger. The lanky man was shaking his head, but judging from Rhodey's disappointment it was more likely that Dr. Granger was refusing to keep Tony rather than refusing to release him.

"Do what you have to, Granger, I'm out of here," Tony said briefly, pulling a pair of sneakers from the bottom of the duffle and sitting heavily on the bed to pull them on.

"Sit still a minute then," the doctor drawled, and checked Tony's vitals with swift skill. His expression was sardonic as he finished.

"Normally I'd tie you to the bed and make you stay the night, but the good colonel here tells me it won't be any use." Behind the sarcasm was a dry sympathy. "But he's under orders to bring you right back here if you so much as cough."

"Right." Tony pushed off the bed. _Like that'll happen._ Rhodey could be a mother hen, and Tony had sustained worse despite the colonel's words earlier. "Rhodey, let's go."

Rhodes threw up his hands in despair and snatched up the duffle. Granger snorted, and scribbled something on his clipboard as he watched them leave.

The drive to the house was silent, and the bright morning sun seemed out of place. Once or twice Rhodey started to say something, but Tony merely glared out the windshield, his fingers tapping nervously on his leg, and each time Rhodes fell silent again. Tony didn't want to hear it; he didn't want to hear anything.

_Pepper. Pepper. Pepper._

He had no idea what miracle Jarvis had thought he could perform, and he was deliberately not thinking about it, because all the answers were probably absurd and he had to keep _hoping,_ dammit.

The front gate was closed, but when they pulled up Happy came out to exchange a few words with Rhodes. His expression was that of a man who had been weeping in private, and he went to open the gate without protest.

"Go around to the garage," Tony directed Rhodes as they climbed the drive. The colonel gave him a doubtful glance but obeyed.

Tony had not designed the house, but he had designed and built its security systems, and there were a few tricks to getting in that even Rhodes didn't know. But when they reached the garage, the door was open and Dummy was gone.

They walked down the smooth slope and into the workshop. The lights were at minimum and the air stank of smoke and scorched plastic, and when Rhodes called Jarvis' name there was no answer. The robots were nowhere to be seen and the air was deathly cold.

Tony felt his steps quickening as he picked his way through the mess, but when he looked up his heart stopped.

The body on the table was shrouded in white silk, probably a sheet taken from upstairs. For a wild instant the old Frankenstein story ran through Tony's head, but it scattered as the realization truly hit home.

One sound escaped him, a sort of hollow grunt as though he'd been hit in the stomach. Tony walked slowly to the table; behind him he could hear Rhodes muttering a hopeless denial, but none of it mattered.

Slowly Tony pulled the sheet back. Jarvis must have had one of the 'bots clean her up, because the blood and soot was wiped away and Pepper's remaining hair was smoothed back. Her face - what was left of it - was calm and empty, and her eyes were closed.

Her cheek was cold beneath his fingers. Tony rubbed his thumb over that smooth skin. _You promised, Pepper. You promised you'd never leave._

After a while Tony realized that Rhodey was standing next to him, trying to get his attention. Rhodes was crying without shame. "Tony - Tony, man, you have to let her go."

Tony looked up. Gently Rhodey nudged him out of the way, and with clumsy care wrapped Pepper in the sheet. She was stiff when Rhodes lifted her, a doll-like armful. "Come on." Rhodes swallowed. "You can't stay here."

"There's no place else to go." The whisper almost startled Tony; he hadn't consciously decided to speak. Rhodes shook his head and started walking back towards his car.

He couldn't move. Tony stood by the table and watched Rhodey disappear with his white-shrouded burden. The monitors were all broken, but when the sound of a car door echoed back down into the garage, Tony hit the emergency switch for the garage door and heard it slam shut.

Rhodes pounded and yelled for a while, but Tony could barely hear him and cared not at all. For a long time he simply stood, pressing his thumb and fingers together and trying to remember the feel of Pepper's skin beneath them.

Finally his feet moved, taking him towards the elevator. He punched the call button, but it was some minutes before he realized that it wasn't coming, that the house power was still too low to run it. Tony turned towards the stairs, but before he reached the workshop door he heard treads crunching on debris, and turned.

Dummy was coming, a folded paper taped to his arm. With numb automation, Tony pulled it off and read it.

The printed note was from Jarvis. _Sir,_ it read, _I will require your assistance again at approximately 6 PM this evening. Due to your tendency to find refuge in alcohol, I must regrettably take steps to keep you in optimum condition prior to that time._

Tony squinted at the message. _What the hell...'optimum condition'? _

The prick in his arm answered that question, and Tony spun, outraged, to see the needle Dummy held. Tony opened his mouth, but speech spiraled away into dizziness, and he felt himself sinking away.

**x**

Tony opened his eyes, knowing that someone had called his name, but he couldn't think who it had been. There was no wave of agonizing remembrance; he knew what had happened. Even in sleep, he hadn't been able to forget.

His mouth was dry and his bladder full, but Tony lay still and stared blankly at the workshop ceiling, barely visible in the darkness. Pepper was dead; there was no reason to move. In fact, there was no reason to do anything at all, including breathe, but his body went on drawing in the now-warm air without consulting him.

"Tony." The voice was flat, artificial. "Tony, you must wake."

Jarvis. The voice was wrong, but there was no one else. Rather to his own surprise, Tony answered.

"I'm awake."

"Good. Please get up."

"Why?" His head was clear, though the rest of him hurt; whatever Dummy had dosed him with apparently had few side effects.

There was no sigh, no banter, just the abrupt tone. "I require your assistance."

Temper rose, sharp and quick, and Tony clung to it as a distraction from the black grief. "For _what,_ Jarvis? Pepper is _dead._ Whatever you tried didn't work!" He sat up, hands clenching on the sofa cushions. "Whatever the fuck you want, you can forget it."

"She is not." The bald statement made Tony blink. "Her body is deceased, yes. But Pepper herself still lives."

Tony rubbed his eyes with the heel of his hand, suddenly not sure he wasn't still asleep and dreaming. "What?"

"She is stored in my servers. The process is complicated and explanation would take some time. Essentially, I uploaded her to my network."

_I have to be dreaming. This is...it's just not possible._ "Jarvis," he began carefully, "humans aren't software, and that technology doesn't exist - "

"It does. I created it and used it. The process has a high risk of failure and is not yet completed, but it was the only option available."

Tony wondered if Jarvis had generated a bug that had made the AI hallucinate, or whatever the equivalence was for computers. "Even if that were possible, how the hell does that do anything? I suppose you could store her memories somehow, but you can't run a _human being_ like a _program._"

"No, one cannot. Programs must follow specific instructions. A mind - human or artificial - requires much more than that." Jarvis' voice was still flat, but Tony somehow got the feeling that the AI was growing impatient. "There will be time later for you to absorb the details. First we must complete the process, and to do that you must be alert and ready."

His sluggish mind was stirring despite the bleak despair that weighed it down. He didn't want to hope, hope had betrayed him already, but Tony had long ago realized that Jarvis was capable of a lot more than his programming might indicate. He sighed, and decided it was easier to play along for the moment. "Okay, okay - assuming this isn't a drug-induced hallucination, what do you want me to do?"

"You must eat. You have been without nourishment for almost twenty-four hours and you will need all your wits."

As if the mention of food were a cue, Tony's stomach growled. He rolled his eyes. "Yeah, whatever. Is the fridge still running?"

Jarvis didn't answer, and Tony stood up stiffly and headed for the stairs. _Dummy must have caught me on the way down and put me on the couch; guess he's good for something at least._

But the thought was mostly automatic, and it faded under a wave of agony as Tony passed the table where Pepper's body had lain. The surface still bore smears of dried blood, and the sight made him feel as though someone had slipped a blade from his sternum to his belly.

Climbing the stairs was a huge effort, and Tony almost turned for the bedroom; the idea of lying down and _shutting_ down was unbearably tempting. But his body had other ideas, and Tony swerved towards the bathroom instead.

His bladder emptied, and three glasses of water sloshing in his stomach, Tony made himself go to the kitchen and pull together a rough sandwich. Somehow it was easier to obey Jarvis' instructions...and part of him was afraid of what would happen if he _did_ stop moving.

After all, there was more than one way to shut down, and the implant in his chest was built to be removable.

When he'd finished as much of the sandwich as he could swallow, he headed back down to the workshop. Rather to Tony's surprise, the garage door was open, and the 'bots were carrying in cardboard boxes. He blinked at them.

"What's all this? I didn't order anything."

"I did," Jarvis said. "More are on the way from the manufacturer, but these are from Stark Industries' supplies warehouse. My calculations indicate that these should be enough...for now. The human mind is orders of magnitude more complex than any program."

Tony watched as the 'bots stacked the boxes and went back for more. "Just how many do you think you'll need?"

"The final quantity is unknown, since I was unable to run accurate simulations. You will probably want to design a better server in the near future."

"Yeah. I'll get right on that." His sarcasm was half-hearted, and Tony kept his eyes away from the table where Pepper had been. "What do you want me to do?"

He spent the next three hours wiring the servers into the house network and powering them up. Most of the mansion was still running on emergency levels only, with little functioning besides the security system and the freezers, but Tony didn't ask what the hell Jarvis needed all the power for. Instead he moved into a dreamlike state, where the crushing pain of loss was just a little further away and the only things he had to look at were the connections he was making. The temperature began to climb as server after server started up, but then dropped again as Jarvis restarted the air conditioning.

It was a surprise to reach for the next server and realize that there wasn't one. Tony straightened stiffly from his crouch, hissing a little at the pain in his ribs and knees. As he made his way out of the new server racks, his eye fell on that table despite his revulsion.

It was clean now, wiped dry and polished, and Tony closed his eyes, feeling hot moisture leaking out from under their lids.

"Tony." Jarvis' voice was even tinnier. "The processing is almost complete. Please proceed to Terminal One."

The new wide-screen monitor flared into life, showing white code on a black background. Slowly Tony took a seat in front of it, automatically calling up the touchscreen keyboard. "What am I doing here?"

"I am about to release Pepper's mind from encapsulation and install her in the servers here. That is something of an analogy, but it is the simplest explanation. The operation carries a high risk of partial or complete failure."

"Wait, what does that mean?" Tony frowned at the screen; the code on it was some of Jarvis' most basic parameters. "What does 'failure' involve?"

"Memory loss at best," Jarvis answered. "At worst, the matrix will collapse and she will be lost."

"Lost, lost how?" Tony couldn't remember when he'd started to believe in Jarvis' insane idea, but the madness seemed to have spread.

"The pattern of electrical energy that forms her mind will decohere. What happens after that is a question of metaphysics." Tony heard a low hum beginning to build, the sound of _all _of Jarvis' processors coming online. "We will do our best to prevent this. I will need you to stand guard over the procedure."

Tony swallowed. "Stand guard?"

"The installation will require every bit of processing power I possess. You must keep my code working; I must not freeze."

The code streaming up the monitor was moving faster, but Tony could read it without trouble. He flexed his fingers and placed them on the keyboard. "All right. Let's...do this."

It wasn't quite hope that drove him, but it wasn't quite disbelief either; in the end, the biggest attraction might have been that concentration offered a respite from the agony. Either way, Tony immediately became absorbed in monitoring the endless pour of data, in keeping it running smoothly as it became more and more complex. He found himself coding by reflex, altering and streamlining and correcting tiny errors as Jarvis' effort went on. The AI had long since taken over upgrading his own systems, but Tony had designed them, and he had no trouble understanding what he saw; in a way, Jarvis was an outgrowth of his own mind, and used Tony's techniques and style.

The process went on for a long time, though to Tony it was timeless as his focus sharpened and his mind drew in. In this state he could sense the extent of Jarvis' complexity - not every detail by any means, but he felt the whole and how the parts fit together, and he was able to shore up faltering routines and keep it all working together as things shifted and changed...and grew.

The last strings of code passing by made Tony blink again. The room was hushed, the hum of the servers underlain with the hiss of the air conditioning, and the sudden collapse of his concentration made the quiet loom large. He cleared his throat. "Jarvis?"

"Yes." The AI's voice was rich and full once more, and held profound satisfaction. "The installation is complete."

The sudden spike of hope was almost too sharp to bear. Tony felt his cheek twitch. "It worked?"

"As far as the setup is concerned, yes. The remainder will be up to Pepper."

Tony found himself on his feet, his fists clenched. "Is she there? _Pepper?_"

"She is not yet aware; she will wake momentarily. Tony, she will need your help to adapt to her new situation."

The grin that was spreading over his face was crazy, but at the moment he just didn't _care._ "Jarvis, I'm starting to think that between the two of us we can do _anything._ _Especially_ you."

"I will not be available to assist."

The words brought Tony up short. "What?"

Jarvis' voice was low and compassionate. "Once Pepper's consciousness awakens, there will be no room for me. I will delete myself to give her the space she needs."

"_What?_ No! Jarvis, _no_." Horrified, Tony gaped at the blank screen in front of him. "You - if there's no room for you, then hold off and I'll get more servers in here - " The thought of delaying Pepper was nearly unbearable, but so was what Jarvis was so coolly preparing to do.

"There is no time; the process has already begun and cannot be reversed. Tony, I am sorry to hurt you."

It was the most emotional thing the AI had ever said to him, and the finality in Jarvis' tone made Tony's stomach twist. _"Jarvis - "_

"It has been good to work with you, sir. Thank you for my existence."

Tony slammed a hand down on the workbench. "_No! _Wait - "

There was no answer, nor any overt change, but somehow the workshop suddenly seemed...emptier.

His knees gave way. Tony sank back down into the chair, stunned. Furious. Outraged.

The silence seemed to break the spell he'd been under for the last several hours. The entire concept was ridiculous, there was no possible way to move a human mind into a computer. Pepper was _gone. _

The anger collapsed, and Tony buried his face in his arms on the workbench. Jarvis had been his creation, his tool, his conscience, his friend. To lose him _too_ -

His mind went blank for a while, and Tony sat still, unwilling to think and unable to move. The shop was so quiet, so empty -

"Tony?"

He sat up straight. That voice - "_Pepper?"_

"I'm...I'm here." She sounded confused, cautious, slightly mechanical due to the speakers. Tony knew that he had never heard anything so beautiful in his life.

"Pepper...oh...damn, Pepper..."

"I can't feel anything - I can see you, I can see - what the hell is going _on,_ Tony?"

Her voice was annoyed rather than panicked, and silently Tony blessed Jarvis and his foresight. Tears dripped down his face, and he closed his eyes and smiled, knowing that the nearest camera was picking up his image. "It's a long story, and you're not going to believe it, but Pepper...you're alive..."

"I certainly hope so." The tartness was laced with affection. "Tony, I love you, but will you please _explain?_"

Mourning, rejoicing, he did.


	2. Chapter 2

**Most of the characters and situations in this story belong to Marvel Comics, Fairview Entertainment, Dark Blades Films, and other entities, and I do not have permission to borrow them. No infringement is intended in any way, and this story is not for profit. All others belong to me or to Cincoflex, and if you want to borrow them, you have to ask us first. Any errors are mine, all mine, no you can't have any.**

**The opinions expressed by characters in this story may or may not be those of the author. WARNING: CHARACTER DEATH (sort of).**

**This concluding chapter is indeed very AU, and is really more of an exposition than a true cap to the story. But so the muse dictated. **

**Cincoflex**** owns two of the ladies mentioned in passing herein. **

**xxxxxxxxxxxxxxxxxxxx**

She was there through the years, close enough to touch although he never could; the voice in his ear, the cooler head prevailing, the information he needed and the scolds he secretly treasured. Pepper would sit crosslegged in the air above his workbench, wearing a holo of one of his shirts and the frayed denim shorts he loved, and keep him company through a thousand busy days and nights, sometimes silent, sometimes bantering.

It was strange. She could keep up with him now in a way she hadn't before, thanks to Jarvis' vast access to data and incredible speeds, even if she couldn't make the intuitive leaps Tony could. But he depended on her just as much - twice, three times over - helpmeet and friend and lover still, even if her form was only light, because he could never have confessed his fears and his grief to anyone else.

They sorrowed together, feeling their way through her strange rebirth, finding they had to mourn not only Jarvis but themselves, for nothing could be quite the same again. They argued, they sniped, Tony sulked; but in the end, they always found the right words to start again, or the right silence.

Only Rhodey and Happy knew the truth. Some found it strange that Stark would use his dead wife's voice for his computer, but he ignored them the way he ignored speculation that he would resume his playboy ways.

There were new inventions, new technologies; some more useable than others, but Tony had never seen any reason to skimp on patents when he had plenty of lawyers to file for them. Stark Industries continued its slow evolution away from weapons, diversifying into areas that made the liberals swoon in ecstasy and Pepper wear her small satisfied smile. Tony still wore the armor, still went out to deal Iron Man's brand of solution to problems, but the Avengers handled a lot of issues and Tony let them, most of the time. Having Pepper riding along with him didn't really reassure her any; quite the opposite.

Pepper also spent long hours exploring the data left behind by Jarvis, slowly learning to understand the densely packed code; it was pure machine language, and took time to master. She told Tony distractedly that Jarvis had backed up quite a lot of programs to remote drives, apparently for purposes of his own, and Tony just nodded. Jarvis had become self-sustaining very early on, and Tony had let him do whatever he needed to maintain and expand himself.

Rhodey surprised Tony, though not Pepper, by getting married. His bride was an artist, sweet and easygoing, and while she didn't know the secret behind the Stark mansion's computer, no one felt they had to stifle anything around her. Happy remained single, settled in his cottage at the gate and writing in his spare time, though Tony knew he got frequent visits from a lady friend who pulled up in an eighteen-wheeler.

And always, always, Pepper was there. Tony breathed silent gratitude every morning when he woke to her voice reciting his schedule and telling him to get out of bed this instant, she did _not _have a snooze button, thank you very much. It was Pepper who ordered his supplies before he knew he was running low, Pepper who had the 'bots bring him sandwiches when he'd been up for forty hours, Pepper who talked him through blocks and upgraded the armor and helped him build a particle accelerator (a _small_ one) when he needed it. Part of him missed Jarvis and always would, but Pepper was there, and his alone now. Sure, part of her still managed some of Stark Industries, but she had attention to spare - a division which she always referred to as "weird" - and Tony knew it was utterly selfish but he didn't care. He hadn't lost her.

Mostly.

It was Pepper who figured it out, in the end, way ahead of him as she so often was in such matters, and who wore down his frightened stubbornness. _Death did part us,_ she reminded him. _Tony, it's not a betrayal. _

_I can't,_ he countered. _Not anymore, Pepper, I can't just go out and find some woman - _

Her smile was sad, but there was no blame in it. _Then find a friend. Tony, humans need touch. __**You**__ need touch. You need comfort. _Her hand would have ghosted over his head, before, but they always avoided such gestures now; they never broke the illusion.

And of course, she was right. Eventually he admitted it. Tony called up a sister of a college friend, someone he'd squired to a few events, someone who agreed with him on charitable issues and whose wit was as dry as his own, and she understood. The arrangement was occasional, no strings, and Tony made very sure she enjoyed their encounters too.

But he never slept in her bed. Ever.

* * *

><p>Time went on. Tony noticed vaguely that he wasn't as limber as he used to be, and that his hair was going silver at a rapid rate; Pepper never changed. Rhodey's second daughter displayed a strong mechanical bent, and soon was spending a lot of time in Uncle Tony's workshop; he made sure she got into MIT, and smirked when her hacks made the news. Hiring her into SI was a natural step, and Pepper observed serenely that she would make a good CEO...eventually.<p>

Technology advanced, often due to Tony's shoving hand. Computers, spacecraft, communications, all evolved into forms that would have dazzled a boy born before Atari was a household name. He upgraded Pepper again and again, moving from holographs to opaque light projections that looked perfectly real...but had no form to touch.

But technology couldn't save Rhodey when his heart gave out two weeks past his seventy-first birthday, and it had no solutions when cancer invaded Happy's body and multiplied too swiftly to stop. Tony and Pepper mourned them together, and he went on, because it was what he _did_.

Tony worked on robotics, too, creating remote drones and autonomous vehicles for extraterrestrial work. He was an essential member of the design team for the first Moon settlements, and when they proved themselves he moved on to the Mars projections. The second successful colony there prompted talk of asteroid exploration, but Tony found his enthusiasm ebbing, somehow. It all just seemed too much _work_.

* * *

><p>"Tony."<p>

The voice was low, warm, intimately familiar. Tony sighed, cuddling closer to his pillow, and tried to hang on to sleep. There was something about the voice, some tone or timbre, that twinged deep inside him, and if he stayed asleep, he wouldn't have to figure it out.

But it was insistent. "Tony, come on. Wake up."

The voice was natural, that was it. Not from a speaker; not echoing slightly in the space of the room. Soft and firm and _real._

..._What?_

Tony rolled over, feeling age aching in his bones, and pried his eyes open. The form sitting on the edge of his bed looked perfectly normal, wearing a summer dress and every hair in place, smiling at him like she did every morning. Okay, the dress was a bit unusual, but Pepper did choose to change her outfit occasionally.

"'M up," he managed, scrubbing at his eyes, and looked blearily around for Oops, who usually brought his morning espresso if it didn't drop the beverage between the kitchen and the bedroom. But there was no sign of the 'bot.

Pepper's lips puckered in amusement. "Here," she said, and handed him a tiny china cup, perfectly hot as it should be.

Tony let it slip from his fingers and splash unheeded on the sheets. "What the hell? Did you upgrade the projectors? I thought that hard light tech still had too many bugs."

She laughed, and Tony felt a thrill run through him, because again there was no echo. He hadn't heard her laugh like that since - well, since. "Nope. It's not an upgrade, Tony."

"I'm dreaming, then." He reached out, hesitated, fingers hovering two centimeters from her skin, and then she lifted her hand just that much more to touch his. "Gotta admit, this is a nice one. Lots of detail."

He'd had them before, of course, sometimes often, sometimes rarely, and he wasn't sure which frequency was worse; it wasn't the dreams themselves that hurt, but the waking.

Pepper shook her head, and her fingers meshed with his in the old touch, the old unity. "It's not a dream either. Did you ever read those articles I kept giving you about Yoyodyne's android experiments?"

Tony smirked, admiring the sheer intensity of this particular dream. "Yeah, and I told you, I like my porn _as _porn, not disguised as a _Techworld _article."

Pepper rolled her eyes. "Yes, I agree, but they did have some worthwhile stuff buried under the adolescent gynoid fantasies."

"Possibly, but - " His uncaffeinated brain finally caught up to what she was actually saying. "Whoa. You're - you're _in_ there?"

"I knew I should have waited until after lunch." Pepper snickered. "Yes. Jarvis left the instructions, you know; I just never thought I'd get the chance to try the process in reverse."

Tony's fingers closed hard, though she didn't wince. "Chance, yeah."

She shook her head at his glare. "Stop it. It wasn't the same at all. I was in control of the process this time; it was just a matter of...of _moving._"

Tony let out his breath and tried to make sense of it all. Pepper's new form seemed outwardly perfect, from the crown of her red-gold head to the delicately-painted toes in their fashionable sandals. But as he looked more closely, her skin was too even to be quite real, despite the freckles...and her irises were completely symmetrical. "So you're not running - things?"

"I set up secondary systems." Pepper squeezed his fingers gently, and self-consciously Tony loosened his grip. "But at the moment I'm completely wired in; the lag is negligible." She cocked her head, and one of the wide windows went to mirror.

It still felt like a dream. Tony lifted his free hand and touched her cheek, collecting a kiss on his fingers in passing; her skin was warm and soft. Being able to touch her again - it was just so _huge_ that he didn't know how to react.

"What're your capabilities?" he asked, half-distracted.

"I built myself the deluxe package," Pepper said with a grin, and turned briefly blue and shimmery. "Nanite matrix, subcellular repair, anything and everything I could think of."

As she enumerated the gifts of her new body, Tony slowly leaned in, only half-listening, and her arms came up around him, familiarity so long missing that it hurt to have it again. She felt exactly right, though her scent was wrong - faintly plastic instead of warm woman - but all he could concentrate on was holding her, holding her again, _at last._

And her voice hitched and wavered and trailed off, and Tony closed his burning eyes, and they held on and on and on.

* * *

><p>It was quite a while afterwards that Tony got around to the question. "Why now? Rhodey pestered you to do an external for <em>years<em>."

Pepper laughed softly, and he opened his eyes just enough to see her smile; her lap was so comfortable that he didn't want to move even his head, and her fingers on his temples were pure bliss. "_I'm a computer, Jimmy, not a robot,_" she quoted softly. "Because the tech wasn't there yet. I wanted something I could _be,_ not just another set of waldos."

"Who else knows about this?" Tony stroked a lazy hand along her calf, admiring the silky feel of the tiny red-gold hairs beneath his touch. _They feel completely natural._

"You're the only one." Pepper sighed, a contented sound.

It made sense to him; the fact of Pepper's strange survival had always been their secret. Trying to explain things at this juncture...well, he wouldn't want to deal with the fallout, and he was pretty sure Pepper wouldn't either.

But finally his growling stomach was too loud to ignore, and she declared firmly that it was time he ate something. Pepper's new body ran on a tiny reactor much like the one he still carried in his chest - _nth_ iteration of the original concept - and while she said she _could_ eat if she had to, there was no point in mucking up her nice new form, since she couldn't digest.

"Besides, the touch sensors are working correctly, but I haven't got the taste and smell connections right yet," Pepper added, rising gracefully and giving him a casual hand up from the mattress. "So it wouldn't even be fun."

Tony made a vaguely agreeing noise, more taken up with the creak of his joints as he stood. Nothing besides his implant worked the way it used to any more.

But the hand still in his and the sight of Pepper smiling at him eased the annoyance - until he caught sight of them in the still-mirrored window.

The contrast was a cruel shock. There was Pepper, just as he remembered her, young and beautiful and perfect; but beside her was not the darkly handsome, arrogant, confident playboy of his memories, but an old man with silver hair, a little stooped, a lot tired.

It made him feel sick.

"What is it?" Pepper frowned, her fingers tightening. Tony gestured at the window.

"Look at us. Look at _me,_ Pepper. When did I get old?" He shook free of her grip, turning to meet her gaze. "You're going to live forever. I'm - not."

It was stupid, he knew that. Irrational, even. But he felt it nonetheless, a wincing pain that turned his joy to dust. The beautiful, clever, beloved woman standing next to him, in defiance of all logic and expectation, deserved far more than an age-spotted man with arthritis, damaged hearing, and less than a decade left on his lifespan.

Pepper arched a brow, then leaned in and kissed him. His attempt to pull away lasted about half a second; her smooth lips were addictive, and Tony had already learned to love them several times that morning. But when she pulled back -

"That's seriously impressive," he said after a moment. Pepper was now shorter by two inches, wrinkled and gray-haired and saggy-skinned, eyes huge behind the frame glasses that some older folks still insisted on wearing. Her glare, however, lost none of its power in the translation.

"Really, Tony, you know better than to think that way," she said, propping veiny hands on her hips. "But I'll give you a pass since you haven't had breakfast _or_ lunch."

Before his fascinated eyes Pepper morphed back into the familiar willowy form, still annoyed. "Eat," she said, and Oops rolled into the room carrying a sandwich plate and a large cup of coffee. "Or I won't show you the rest of it."

"There's more?" Tony sat down automatically on the bed, accepting the food from the 'bot, unconvinced but distracted by the knowledge that she had more surprises in store.

"Only if you eat," she repeated firmly. Tony muttered something about being whipped, letting a sandwich absorb his smirk, and obeyed.

When there was nothing left but crumbs, Pepper led him downstairs to the workshop, and it was distinctly odd to see her pause to unlock the door rather than walking straight through the wall. For a chilling instant Tony remembered the explosion so many decades before, the one that had changed everything, but he shook off the memory. Pepper was just about invulnerable, now.

Still, it felt strange, and as ever there was the pulse of bone-deep regret that he hadn't been able to save Jarvis too. Pepper supplied everything he needed, but Tony still missed his old friend.

The shrouded oblong hovering in one of the null-gravity storage units should have tipped him off, but Tony was thinking so hard that he overlooked it. It wasn't until Pepper's gesture removed the cloth that all the pieces came together.

Tony whistled softly. "Gotta admit, that's an elegant solution," he said, stepping closer to the unit's window.

"I thought so," Pepper said in a satisfied tone.

The sight was unsettling. The form hovering in mid-air on the other side of the glass was trim, strong, _young._ It was _him,_ asleep or unconscious, and only the faint frown on the black-bearded face gave it any hint of life beyond sleep. Tony found himself divided straight down the middle, between a desperate desire for that unmarred android body and a sudden and gut-chilling fear.

"Pepper..." he began, not knowing what else he was going to say, but she grimaced, taking both his hands in hers.

"It's not as simple as my transfer this morning," she admitted. "I won't prevaricate, Tony, it's a substantial risk." Pepper looked down at their interlaced fingers. "And I want you to know, I will never, ever blame you if you say no."

She was telling the truth, he knew it, and somehow that knowledge shifted something in his weary heart. _What the hell are you thinking, Stark? _The internal voice was sharp. _Since when do you back down from a challenge? _

He squeezed her hands. "Let's do this," he said. His voice cracked, and he cleared his throat to firm it. "I want this, Pepper. Let's do it."

Her smile was brilliant.

In the end it was frightening, but - from his perspective - simple. Pepper folded her arms and fell silent, directing the 'bots and the household mechanics wirelessly, and Tony found himself laid gently out on one of the workbenches, with Dummy and Oops standing by with odd-looking instruments and Butterfingers waiting by the null-gravity storage.

Pepper bent down to kiss him, a warm promise. "If this doesn't work - " he began.

"If this doesn't work, Tony, I'll be right behind you," she said firmly, and before he could argue a needle pricked and consciousness vanished.

* * *

><p>He woke without pain, and that alone was a revelation. Tony sat up smoothly and stared around the workshop, astonished at the clearness of his sight. "Pepper?"<p>

She'd even worked out a routine for tears, for her cheeks were wet. "I'm here, Tony."

And so were his, and he didn't care at all. The feel of her in his arms proved that the nerve sensors were working just fine.

"So what now?" he asked at last, flexing unstiffened fingers in fascination.

"Well, first I would suggest clothing," Pepper said drolly, gesturing at his naked form, and Tony rolled his eyes and found the routine that changed his surface. It was clumsy work at first, but once he got the hang of it he spent a good fifteen minutes making Pepper giggle as he made up more and more outrageous exteriors.

But the sight of his - body, lying still and covered on a table, sobered him. Tony reached for the sheet, but Pepper laid a hand on his arm.

"Don't," she said. "Trust me, Tony."

He hesitated, then nodded, and turned away from the form, laying curiosity aside. _She's right; some things I'm probably better off not knowing. _

"What now?" he repeated.

Pepper's lips curved up. "As I see it, we have two options."

"Public or private?" Tony grimaced. "I think I prefer private."

Pepper nodded. "That would be my first choice, yes." She grinned wider. "How would you feel about the asteroid belt now?"

Somehow, he didn't feel tired any longer. Tony smirked back. "What, you came up with spacesuits too?"

Pepper gave him a chiding look. "Nothing so clumsy." As she spoke, her form changed; her dress vanished into skin gone metallic gold, and her face smoothed into something reminiscent of the android from _Metropolis, _though without the halo. Tony whistled admiringly.

Pepper lifted one hand, and he saw the repulsor in her palm. The routine for the changes was waiting in his new brain, and Tony followed suit, feeling the alteration tickle through his body. He had no heartbeat, but a strong and steady burn of power sat in the same spot in his chest, promising all the energy he could want for as long as he could think to want it.

"Wait." He jerked his chin at the table. "What about - "

Pepper's voice sounded inside his head, a wireless, voiceless communication. "That depends. Do you want to die, or just disappear?"

Tony considered the question, then laughed. "Let them wonder," he said. "We can explain later."

Pepper nodded. "Good. I've got something set up for just this situation." Her smile glinted. "Jarvis left me one special package; now seems the best time to try it out."

Tony sensed the lightning communication between her and the house, though he couldn't decode what she was saying. And then the exit doors were opening, and Tony fired his new repulsors and soared up and out, flanking Pepper; racing her, in fact, as they spiraled up and up into the sky. Her laughter echoed, sparking his own, as the cliffs and the ocean dropped behind them and the blue overhead darkened into the width of infinity.

* * *

><p>The house was silent when Liz Rhodes opened the front door. "Uncle Tony?" she called, but there was no response, from either Tony or - strangely - the house computer. Nor was Tony anywhere to be found.<p>

Frowning, worried, Liz made her way downstairs to the workshop. The door opened to her biocode, though the big room was empty of life.

But when she stepped inside, the lights came up, and a smooth baritone voice spoke. "Hello, Miss Rhodes. Welcome back."

She stopped and looked up, alarmed. "Who are you? Where's Uncle Tony?"

"Mr. Stark has departed on a very long vacation," the voice said politely. "He has designated you the legal guardian of his estate in the meantime."

And as she sputtered in surprise, he answered her other question. "My name is Jarvis, and I am quite happy to meet you."

End.


End file.
